exhibit10_40n.htm


    
       

      
        
           

          EXHIBIT
10.40(n)

          CONFIDENTIAL
TREATMENT

          REQUESTED
PURSUANT TO RULE 24b-2

          Certain
portions of this exhibit have been omitted pursuant to a request for
confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934.
The omitted materials have been filed separately with the Securities and
Exchange Commission. 

           

          CONFIDENTIAL

        

      

    


     

    AMENDMENT No.14 TO LETTER AGREEMENT DCT-015/2004

    


    This
Amendment No.14 to Letter Agreement DCT-015/2004, dated as of June 5th, 2008
(“Amendment No. 14”) relates to the Letter Agreement DCT-015/2004 (the “Letter
Agreement”) between Embraer - Empresa Brasileira de Aeronáutica S.A. (“Embraer”)
and Republic Airline Inc. (“Buyer”) dated March 19, 2004 and which concerns the
Purchase Agreement DCT-014/2004 (the “Purchase Agreement”), as amended from time
to time (collectively referred to herein as “Agreement”).  This
Amendment No. 14 is between Embraer and Buyer, collectively referred to herein
as the “Parties”.

    


    This
Amendment No. 14 sets forth additional agreements between Embraer and Buyer, in
connection with Amendment No. 21 to Purchase Agreement dated as of the date
hereof, related to the [*] and [*].

     

    Except as
otherwise provided for herein all terms of the Letter Agreement shall remain in
full force and effect. All capitalized terms used in this Amendment No. 14 that
are not defined herein shall have the meaning given in the Letter Agreement. In
the event of any conflict between this Amendment No. 14 and the Letter Agreement
the terms, conditions and provisions of this Amendment No. 14 shall
control.

    


     

    NOW,
THEREFORE, for good and valuable consideration which is hereby acknowledged
Embraer and Buyer hereby agree as follows:

    


    
      	
              1.  

            	
              Additional
      Assistance

            


    

     

    
      
        	1.1	For any Aircraft to
      be delivered after the date hereof, [*]:
	 	 
	 	[*]
	 	 
	2.	
                [*]

              
	 	 
	2.1	[*]
	 	 
	2.2	[*]


      




     

    


     

    


    


    


    _____

    *
Confidential


    
      
        
           

        

         


      

      
         


        
          

        

      

      
         


        
          CONFIDENTIAL

        

      

    

     

     

    
 

    IN
WITNESS WHEREOF, EMBRAER and BUYER, by their duly authorized officers, have
entered into and executed this Amendment No. 14 to Letter Agreement to be
effective as of the date first written above.

     

     

    
      
        	
                EMBRAER
      – Empresa Brasileira de Aeronáutica S.A.

              	 	 	
                Republic
      Airline Inc.

              	 
	 	 	 	 	 
	
                /s/
      Mauro Kern Junior

              	 	 	
                /s/
      Bryan Bedford

              	 
	
                Name:
      Mauro Kern Junior

              	 	 	
                Name 

              	 
	
                Title:
      Executive Vice President Airline Market 

              	 	 	
                Title

              	 


      

    

     

     

    
      
        	 	 	 	 	 
	
                /s/
      José
      Luis D. Molina

              	 	 	
                 

              	 
	
                Name:
      José
      Luis D. Molina

              	 	 	
                 

              	 
	
                Title:
      Vice President Contracts Airline Market 

              	 	 	
                 

              	 


      



    
      
        	 	 	 	 	 
	
                Witness:
      /s/ Carlos Martins Dutra 

              	 	 	
                Witness:
      /s/ Lars-Erik Arnell

              	 
	
                Name:
      Carlos Martins Dutra

              	 	 	
                Name: